City of London Livery Companies Commission. Report; Volume 1. Originally published by Eyre and Spottiswoode, London, 1884.
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MEMORIAL OF GOLDSMITHS' COMPANY.
Goldsmiths' Hall, November, 1882.
To Her Majesty's Commissioners appointed to enquire into the City of London Livery Companies.
The Goldsmiths' Company instruct me to express their appreciation of the courtesy of the Commissioners in sending them a print of the oral evidence which has been given before them, and they desire to make the following remarks on some parts thereof.
They find that charges of conduct, prompted by unworthy motives, have been made against them; and as they assume that the Commissioners will report upon each Company separately, it is important to the Commissioners as well as to the Goldsmiths' Company that mis-statements should not go forth uncorrected.
I begin with the evidence of Mr. E. J. Watherston, one of the Liverymen of the Goldsmiths' Company, and in dealing with the statements of this witness, as he has thought fit to bring himself and his father and their contentions with the Goldsmiths' Company prominently before the Commissioners, I shall be obliged most unwillingly to refer to personal matters of a very unpleasant character.
Mr. E. J. Watherston has asserted that his father was opposed by the Company, and rejected for the office of Warden because he was a reformer. This is entirely untrue.
When Mr. Watherston's turn came to be nominated for the office of Warden, he was nominated and balloted for in the usual manner. The result of that ballot was not in his favour; in fact, he had but one vote.
The following Members of the Court were present, viz :—
James Boyle Smith;
Alderman William Taylor Copeland;
James Bankes Friend;
George Smith Hayter;
James H. Watherston;
William D. Child;
Henry John Lias;
Augustus W. Gadesden;
Richard Fownes Wingrove;
William G. Hicks;
Henry Sykes Thornton; and George Grenfell Glyn.
Now I will ask whether it is likely that 18 gentlemen, comprising amongst them men of his own craft as well as some of the leading Bankers and Merchants of the City of London, would be unanimous in rejecting a colleague without due cause.
It is true that subsequently the members of the Court declined to hold any communication with him; they did so in consequence of his offensive conduct. This state of things continued for some time, but ultimately, he apologised to the Court for his behaviour through me, and he also apologised to its members individually; after this he and his colleagues of the Court went on smoothly together, but subsequently his conduct soon again became unpleasant, and offensive.
With regard to the letter which he addressed in July, 1876, to the Masters, Wardens and Courts of Assistants of every Livery Company of the City of London, in which he signed himself " a Member of the Court of Assistants of the Goldsmiths' Company," it is to be noted that he was then, and had been for some time previously living in Devonshire, and then seldom attended the meetings of the Company, and that he was probably, therefore, not aware that for a long time previously the subject of Technical Education had been (informally it is true) under the consideration of the Goldsmiths' Company, and some of the other chief Livery Companies. Indeed at that time the main question was not whether the undertaking should be commenced, but what form it should take, and how it should be carried out; Mr. Watherston's views and those of the Company were very dissimilar, and his views and those which have subsequently been acted upon under the advice of the most eminent practical men of science of the present day, are opposed to each other, and the Company certainly did not approve of his signing his circular letter as "a Member of the Court of Assistants of the Goldsmiths' Company," embodying as it did his individual view, and not those of the Company.
With regard to the Witness, Mr. E. J. Watherston, he has not disguised his illwill towards the Company and his desire (to use his own words) " to disestablish it.' He has tried for years to write down the Company in certain papers. This being so, it was not likely in 1878, when he applied for certain information to which he was not entitled as a matter of right, that the Wardens would give it to him as a matter of favour.
This witness complains that on the morning of the day of his examination, he had applied for a copy of the oath which he took, and that the person to whom he wrote replied to him that he was unable to comply with his request, without asking the permission of the Wardens. This person was not myself or any superior officer of the Company, but was Mr. Williams, a clerk in my office, who certainly has no authority to give copies of documents to Liverymen without the authority of the Wardens, or myself.
In order to depreciate what the Company have been doing for the last 11 years with a view to encourage Technical Education in the design and execution of works in the precious metals, this witness has endeavoured to induce the Commissioners to believe that the prizes which have been offered by the Company yearly since 1870, are solely for drawings—that the drawings or designs which have been produced have been of no value.—that they have never been carried out on any single occasion, and that no person in the trade attaches any importance to them. All these statements are untrue. The prizes are offered not only for designs in the shape of drawings, but for models and for excellence in executed works. As to their value Mr. Watherston, in his letter to Mr Beal, says ("ask Mr. Poynter,"), meaning Mr. E. J. Poynter, the Royal Academician.
The following letter from Mr. Poynter in answer to my enquiry addressed to him on this subject will speak for itself:
28, Albert Gate, S.W., June 22, 1882.
Dear Mr. Prideaux,
I have no hesitation in saying that the Goldsmiths' Company's prizes called out some very good designs, many of which would have worked out well if they had been executed. Whether the competitors were "pot hunters" I do not know; I presume that they were frequently professional designers, and I imagine it to have been part of the intention of the Company to encourage a better kind of work among this class. But they were not invariably trade designers; to the best of my recollection we had many designs sent up by students of Schools of Art, and others.
It seems to me to be in the nature of things that the designs as a rule should not be carried out; the execution of large pieces of plate being expensive it is difficult to see how the Company could give commissions for the execution of the prize designs without encumbering themselves with costly pieces of plate, which they do not want, and it is not often that firms of silversmiths have the will or the opportunity to carry out a large ornamental work not specially designed for them, as Messrs. Elkington have done in the case of Watkins's admirable design for a shield.
The list of subjects for which the prizes were offered seemed to me to be well considered and to cover all that is necessary, and the Company always showed themselves ready to listen to any suggestions which I had to propose; and I know of no way of encouraging an art but by offering prizes, and opening competitions, for design and workmanship:—unless,—and you will remember that I have spoken to you once or twice on this point with reference to repoussé work—it be by the establishment of Technical Schools under carefully selected instructors. This, however, is another matter. I am confident that the money spent by the Company has done good service in the encouragement of good design.
I am, very truly yours, Edward J. Poynter.
Executed works and models in plaster of great beauty have obtained prizes, and at the present time, as stated by Mr. Poynter, Messrs. Elkington & Co. are executing at a large cost a most beautiful work from a design for a shield, by Mr. J. Watkins, which obtained a prize in 1876. To four of the successful competitors, the Goldsmiths' Company have also awarded Travelling Scholarships, from which the holders have, it is believed, derived great benefit.
The following extract from a letter dated the 26th June 1882, from Mr. Owen Gibbons, who held one of these Scholarships, will show what is the opinion of a practical man, of the value of the competition established by the Company.
Mr. Gibbons is now the master of a school of art at the Coalbrook Dale works in Shropshire.
He writes to me as follows, viz.:—
" With regard to the good your competition has done, for my own part I can say that had it not been for it I should not have practised design in goldsmiths' work to anything like the extent I have done, and in my designs for actual execution in the precious metals I should not have been so ready, aud I could not have taught my students so well how to design for goldsmiths' work.
" Even in the case of those who failed to take prizes, the endeavour to design, and the study, and consequent knowledge gained, is a great step towards the improvement of design.
" If the Science and Art Department prize drawing and models were to be judged by the number sold, the idea gained would be that the Art Schools do no good, but what the Department aim at (and the Goldsmiths' Company also) is to improve the decorative art of the kingdom by encouraging the best art, and keeping the students working so that they may be led on from one success to another, at the same time an exhibition is held to show those who failed in what way they came short of success.
"With regard to the Travelling Scholarship I can only say that I learnt a great deal. The drawings I made have been of great use to me, the knowledge I gained of much more.
"If the Goldsmiths' competition were to be given up I should feel that the art of design had suffered a great loss."
As to Mr. Watherston's complaints of the Hall Marking of Plate, he is entitled to his own opinion, but in holding himself forth as the champion of the trade, we must point out that he has failed to get the trade to go with him.
On the 3rd of April 1878, a meeting of the trade was held at St. James's Hall. At that meeting four-fifths of the firms which pay the plate duty were represented, and a resolution was unanimously passed that it was undesirable to interfere in any way with the present system of Hall-marking.
Mr. Watherston has complained of me for the part which I took before the Select Committee on the subject of Gold and Silver Hall-marking in 1878 and 1879. The course which I took upon that occasion was simply this; I endeavoured to make the Committee understand the state of the law, and the system pursued, and, I believed it to be my duty to correct mis-statements made by Mr. Watherston, and to show that certain conclusions which he stated were, as I believed, erroneous. For instance, he stated that he knew that wedding rings hall-marked in England were sent out to some foreign dealer and the rebate or drawback of duty received, and that afterwards they were easily smuggled back into England. He stated that he " knew that this could be done and that he felt sure that it was done" (See Report on Gold and Silver Hall Marking, House of Commons, 1878. —Question 207).
With reference to this mis-statement I informed the Committee that this was a pure invention, for in the year 1820, long before the witness was born, an Act of Parliament was passed which enacted "That there should be no drawback allowed on the exportation of wedding rings or any rings or on any ware of gold under 2 ounces in weight," and therefore it was utterly impossible that this should have occurred. (See Report, Question 1583.)
The witness in his examination before the Commissioners has complained of the manner in which the Hallmarking is carried on by the Company, and has stated that it is very much better done in France, where, he says, it is done by what is called "touch," and not by the " scrape and parting assay," as it is in this country.
He says "the Hall-making is admirably done in France, and very badly done in this country by reason of the antiquated manner in which it is conducted."
Now as regards this charge it is to be remarked that in 1878, when he was examined before the Select Committee on Hall-marking,—many Goldsmiths and Silversmiths being then present—he was asked the following questions:—
" Do you object to the way in which they do the Hallmarking, or do you object to the law which gives so important a public function to a body of gentlemen who have not experience in that particular trade ? "
To which he answered, "To the law," "I have no cause to complain of the manner in which the work is done."
He was then asked, "Then yours is rather a theoretical than a practical objection?" To which he replied, "Decidedly so." On which the chairman remarked. If they do the work well and employ proper people, I do not see that there is much room for complaint." [See questions, 93, 34 and 95, House of Commons Report on Hall-marking, 1878.]
As regards the statement that the Hall-marking of Gold and Silver plate is done differently in France from the manner in which it is done in England, that is to say, that it is done by the "touch," here again the witness has made a mis-statement, It is true that in France small articles which cannot be scraped without injury, such as jewellery, which in England are exempted from Hall-marking, are tested by what is called the " touch;" but the French recognising the inaccuracy of this method, by the law of 19 Brumaire au 6 (9 Nov. 1797), require that the assay of all such articles as alone are here subject to obligatory hall-marking, shall be tried in the same manner as that employed in England, viz., by scraping and cupellation. In corroboration of this it may be stated that in the year 1865 the Goldsmiths' Company sent one of their Assay officers over to France to see their mode of treating the work in the operations of assaying and marking in the establishments there, and he found that it was done in almost exactly the same way as it is done in England. It was done by scraping and cupellation, or the " parting assay." He bought a gold watch case in the assay office in Paris which had been sent to be assayed and marked, having got the assay master to stop it, in order that he might bring it over and show how it was done. That gold watch case I have in my possession at the present time. It is in its rough state and shows exactly from what parts the scrapings for the assay have been made, and that the process has been identical with that used at Goldsmiths' Hall. (fn. 1)
Reverting to that part of the evidence of Mr. E. J. Watherston, in which he complains that if one article in parcel of plate is defective the whole parcel is broken, the answer is that the power to do this is not exercised unless there is reason to believe a fraudulent intent or a want of care. As a matter of fact the care of the honest manufacturer, and the influence exercised on the less scrupulous by the action of the Goldsmiths' Company, has had the effect that only about 75 per cent. of the gold plate and 25 per cent. of the silver plate offered for assay is broken.
The witness moreover says:—
"I should like to place on record this fact, that only 6 years ago they (meaning the Company) were strongly opposed to Technical Education."
Now we may remark that the demand for Technical Education is of comparatively modern date, and that the Goldsmiths' Company had a very early appreciation of its importance is shown by the steps taken in 1871 to organise a plan for its encouragement by offering prizes and travelling scholarships.
Here again then we have a palpable mis-statement by Mr. E. J. Watherston; for instead of being strongly opposed to Technical Education six years ago, it will be seen that eleven years ago the Company established a scheme for its promotion, which has been in full action ever since.
It is most distasteful to be obliged to deal with subjects of a personal character which might have remained in oblivion if Mr. E. J. Watherston had not thought fit to bring his father's and his own contentions with the Company as matters of complaint before the Commissioners. He having done so, the Goldsmiths' Company feel that they have no alternative than to defend themselves.
A few remarks are necessary on the evidence of other witnesses.
Mr. Longley says, that with regard to certain Companies of which he had experience, he should say that they had been exceedingly liberal in their administration of the trusts, and in many cases which are already known to the Commission, have subsidised the trust funds very largely out of their corporate income; "but" he remarks "on the other hand our experience is that their administration of the trusts has been on a very generous scale, as regards expenses, almost lavish in some cases."
Now with regard to these observations, the Goldsmiths' Company desire me to state that they have never charged any expenses for management against any one of their charities: The whole of the costs of the management of their charity property, and the administration of the trusts reposed in them, has been paid for out of their general corporate income.
Two witnesses, namely, Mr. Beal and Mr. Gilbert, have thought fit to make some remarks on the subject of my salary, as Clerk of the Company; and Mr. Gilbert has taken upon himself to make a computation of my income, not only from the Goldsmiths' Company, but from other sources. Mr. Gilbert can know nothing of my private affairs, nor, even with the widest license allowed to witnesses in this enquiry, can he be concerned with any part of my income, excepting that which arises from my office as Clerk of the Company.
He has stated that I am Secretary of the Assam Tea Company, and, to use his own words, "one of the leading men of the New River Company'" "and I believe one or two other things as well."
Now I am not Secretary of the Assam Tea Company, I am a Director of the Assam Company, and I have been so for many years. I am also a Director of the New River Company, but not "of one or two," or of any other things whatever. If the witness means to complain of my holding those offices, I say that he might as well complain that I spent some hours a week in general reading, or in any pursuit other than that of my duties as Clerk of the Company. My employment as a Director of these two Companies occupies me on an average about two hours a week, and taking much interest as I have done in their affairs, I may say that it tends to relieve the monotony of a life which has been, and still is, one of great labour; besides, as regards the New River Company, my presence as a Director at the Board of that Company, at which I represent the share of a friend, is I believe of service to the Goldsmiths' Company in enabling me to watch over their interests, they being the owners of a share as trustees of Sir Hugh Middelton's Charity.
As regards the amount of my salary the facts relative to it are stated in the Company's Return.
I have held my office for upwards of 30 years—I am now in the 77th year of my age.
I never was related to, or connected by blood or marriage with, any member of the Company.
I never directly or indirectly, made any application to the Court for an increase of my salary, but in 1860 it was raised from 1,000l. to 1,300l. and so continued until the year 1877, when it was raised to 1,800l.—So that I have only received my present salary for about 5 years.
The office which I hold is one of great trust and responsibility—Its duties are very onerous and laborious, and the Court of Assistants having become convinced that the duties had so much increased that I could not perform them alone without the sacrifice of my health, appointed my son to be my assistant.
I have reason to believe that the Court of Assistants were of opinion when they last raised my salary, that for a long period I had been under-paid. Be that as it may, they well knew what my services had been, and what they continue to be, and they thought fit, for the short period during which in the course of nature I can continue to hold my office, to grant me what no doubt is a liberal remuneration.
I now propose, on behalf of the Goldsmiths' Company, to submit to the Royal Commissioners some observations on certain legal questions which have been raised during the taking of evidence before the Commission, and on the legal position of the Company.
It was alleged by one of the witnesses (Mr. J. Beal) that the original charters of the Companies were invalid as being beyond the power of the Crown to grant. This contention was rested on the 13th (not the 16th) section of Magna Charta (evidence, question 828), whereby it was enacted, or rather declared, as follows :
"The City of London shall have all its ancient liberties and free customs as well by land as by water; futhermore we will and grant that all other Cities and Boroughs, and Towns, and Ports shall have all their liberties and free customs," The City of London was, it should be remembered, at the date of Magna Charta (A.D. 1215) already incorporated, and the declaratory clause cited, whilst it confirms the corporate rights of London and all other Cities and Towns, does not otherwise abridge the power of the Crown to grant Charters to Companies for the regulation of particular Industries. But it is said that the right of search granted to the Goldsmiths' Company (as well as to other Companies) by the Charter of Ed. 4 is " not consistent with the liberty of trade; the right of search was granted and was bad, and if that is bad the Charter is bad" (Ev. 829). But even assuming the right of search is inimical to trade it does not follow that the Crown could not grant it; nor, again, if the right of search be inimical to trade, and for that reason could not be validly granted, does it follow that a Charter professing to grant it is void altogether. It is, however, unnecessary to make any lengthened observations on the allegation that the Charters were ultra vires. They have now been acted on for centuries, and any objection to their initial validity could not certainly, after such a lapse of time, be successfully sustained (Ev. 986—990), and with reference to the Goldsmiths' Company in particular, Parliament has repeatedly recognised the validity of their Charters. Thus the 12 Geo. 2. c. 26. contains a recital that the "Wardens and commonalty of the Mystery of Goldsmiths of the City of London are, and have been, a guild, or corporation, time out of mind, with divers privileges confirmed and enlarged by several Charters from His Majesty's royal predecessors, Kings and Queens of this realm, amongst other things for the searching, assaying, supervising, marking, and regulating wrought plate in order to ascertain the standard thereof, for the good and safety of the public:" so far therefore as regards this Company, any objection to the validity of their Charters, on the ground of an illegal right of search having been conferred, seems to be absolutely unfounded.
Another witness (Mr. E. J. Watherston) expressed an opinion that the Charters of the Companies have been forfeited by their dissociation, either wholly or in part, from the crafts with which they were originally connected (Ev. 1014), or by the distribution of their funds for purposes foreign to those originally intended (Ev. 1074). This opinion, at all events, so far as concerns the severance between crafts and Companies, appears to be shared by Mr. J. R. Phillips (Ev. 1331), With regard to the severance between the Crafts and Companies it is unquestionably true that in fact there is, more or less, such a severance. It arises in the Goldsmiths' Company, as in others, from the method in which, from a very early period, the freedom of the Company has been acquired. If " servitude" had been the only method of acquiring it the severance would, no doubt, have never taken place. But from a very early period it could also be acquired by (a) patrimony and (b) redemption. Every freeman's son born after such freeman was admitted to the freedom is entitled to be made free at 21 years of age, and any person duly proposed, balloted for, and approved, is empowered to buy his freedom. Those systems of obtaining the freedom of the Companies were notorious long before the date of many of their confirmatory Charters, and, inasmuch as they necessarily involve the incorporation of non-trade members, the fact of their existence cannot be a ground of forfeiture of the Charters. Nor could it be a ground for questioning the title of the Companies to gifts of testators and others made with knowledge of the prevailing practice. With respect to the Goldsmiths' Company there can be no doubt that at the date of the Charter of the 17th of James I., which confirmed to this Company the bulk of their estates, the character and composition of the Company had become substantially what they are now. As to the alleged diversion of the property and functions of the Companies from trade purposes, that cannot, under the circumstances of the case, be objected against the Goldsmiths' Company. They have been invested by Statute with important functions, and it cannot be urged against them that they have in any particular failed in their duty.
But it is further suggested that the Charters of themselves constitute a trust (Ev. 350) and that the Companies are bound to make a public use of the money which belongs to them (Ev. 1282–1284). Their property is alleged to be " in no sense private property" (Ev. 1321) " all the Corporate property " said Mr. J. R. Phillips (Ev. 1381), is coupled with trusts, and I base that opinion not only on my own knowledge, which is very humble in itself, but upon the opinion of Lord Selborne, the present Lord Chancellor, with regard to the property of the Inns of Court which are not incorporated." The analogy thus suggested between the Inns of Court and the Companies is, it will be found, entirely without any basis, either of fact or of law. It is an analogy moreover distinctly répudiated by the Lord Chancellor. In his evidence before the Commission (Ev. 1680) he observed upon this point in the following terms:—"If I am permitted to say so, I see that a gentleman who has appeared before this Commission has referred to a speech which I made in the House of Lords about the Inns of Court, as if it were to be inferred from that, that I thought the Inns of Court and the City Companies were in pari conditione; I do not think so at all, the reasons that lead me to think the Inns of Court a public Institution have no application whatever to any Company, or at all events to the only one I know, that is the Mercers' Company, not the slightest." What then is the true legal position of the Companies ? The answer is given in clear and unmistakable language by the High Authority just quoted. They are "absolute and perfect masters of their own property." . . . "In point of law the City Companies are absolutely entitled to their property in the same manner, and as fully as a private owner would be, and under no trust whatever. Of course it will be understood that I do not speak of estates which have been given to them on any special trusts." . . . . . There may be a greater moral responsibility but not any greater legal right. . . . . "They are ancient Institutions; the funds which I call their own property were derived as far as my knowledge extends from their own subscriptions and gifts by their own members and others, intended to be for their absolute use; and although I do not think the present generation ought to put those gifts into their pockets, yet on the other hand I cannot admit for a moment that they are upon the footing of public trusts" (Ev. 1682–1684), and again (Ev. 1695) the Lord Chancellor stated that he knew of no legal limit to the control of each Company over its property (not subject to any special trust) nor of any "equitable limit, in the legal sense of the word equitable." In the case of the Attorney General v. the Fishmongers' Company (6 Bea. 550) nothing can be more emphathic than the language of the Master of the Rolls. "The argument " he says "might be very well provided you were not encroaching on a revenue, which according to the construction which it appears to me ought to be put upon this codicil, belongs as private property to this Company. If the testator has fixed on certain salaries which fail to provide for the fulfilment of his intention it is, no doubt, very much to be regretted, but you cannot, at the expense of the Company to whom the testator has given a beneficial interest, take that interest from them." It is impossible usefully to add anything to these expressions of opinion. At the same time it may be permitted on behalf of the Goldsmiths' Company to claim for themselves what the Lord Chancellor claimed for the Mercers, that they have always administered their funds for charitable and useful public purposes. They cannot acknowledge any legal or equitable obligation with regard to property not impressed with specific trusts; but they most cordially assent to the Lord Chancellor's view, that " the City Companies, assuming them to be, as I believe them to be, in law absolute and perfect masters of their own property, as distinct from that which they hold on trust, could do nothing better with their property than promote objects which were for the public interest" (Ev. 1682). That has been their practice in the past, and will be their practice in the future.
Again Mr. Beal contends (Ev. 698–834) that the Companies are public because they are " Municipal," but if this were a correct view of their position, his contention would be opposed to a long series of decisions in the Court of Chancery. The cases referred to by Mr. Longley (Ev. 350) may be taken by way of illustration. Thus in Attorney General v. The Corporation of Carmarthen, Cooper 30, it was decided that a Court of Equity will not interfere to prevent misapplication of Corporate funds, as distinct from funds held by a Corporation on express trusts, and in Mayor of Colchester v. Lowten, 1 Ves. and Beames 220, the same rule was laid down and acted upon, Lord Eldon refusing to interfere to prevent the alienation of Corporate property not affected by charitable trusts. Whether, therefore, the Companies are regarded as " Trading" or " Municipal" the attempt to attach the doctrine of trust to their general Funds equally fails.
It remains to add a few words upon the true legal position of the Companies, and more particularly of the Goldsmiths' Company, with regard to the property which they hold. Much that is applicable to that Company, is no doubt applicable to others, and the following observations, which directly apply only to it, may be taken, in many respects, as illustrative of the position of all.
It will be seen from the remarks already made that there is absolutely no foundation, either for the suggestion that the Charters of the Company are invalid, o that they have been forfeited. The Company is unquestionably a lawful subsisting Corporation. But then it is said that the mere fact of their property being "corporate" in some way affects their right to deal with it. Property, however, does not become public simply because it belongs to a Corporation. If that were the case it might be asserted that the property of every Joint Stock Company is on the footing of a public trust.
There is no authority whatever, it need hardly be said, for such a proposition. Numerous cases have dealt with the question of a Corporation's right to use, under certain circumstances, the surplus or increment of trust property. But in all it has been assumed that a Corporation or Company might hold property for its own benefit, and the only point for discussion has been whether, upon the technical interpretation of a donor's or testator's intention, the Corporation or Company were entitled to use for their own benefit such surplus or increment. This, of course, depends upon the language of the benefactor, whose intention must, if possible, be discovered, either by reference to his action during his lifetime, or in some other way. Attorney General v. Brazenose Coll., 2 Cl. & F. 295. Attorney General v. Skinners' Company, 2 Rus. 407. Attorney General v. Dean of Windsor, 8 H. L. Cases 369.
It is unnecessary, however, to do more than refer to this class of cases, for it is not alleged that the Goldsmiths' Company have, in any instance, improperly devoted to their own use any property, or the surplus income of any property, left or given to them upon any specific trust. They have throughout duly administered all their trust estates in accordance with the principles laid down for the guidance of Trustees in the above cases, to which may be added the following additional Authorities. Attorney General v. Mayor of South Molton, 5 H.L.C.I. Attorney General v. Mayor of Beverley, 6 H. L. C. 310. Attorney General v. Caius College, 2 K. 150. Attorney General v. Drapers' Company, 2 Beav. 508. Attorney General v. Coopers' Company, 3 Beav. 29. Merchant Taylors' Company v. Attorney General, L. R. 6 Ch. App. 512, per James L. I., at p. 518. Attorney General v. Wax Chandlers' Company, L. R. 6, H. L. 1.
In early times when property was frequently given by deed or will to provide for Masses and Prayers for the souls of deceased persons. Corporations were often chosen as the Trustees of such purposes on account of their perpetuity, and much property came to the City Companies in this way. At the Reformation all such uses were put an end to by Act of Parliament, and all property held upon trust for such purposes was vested in the Crown. The Goldsmiths' Company thus suffered in common with others a large diminution of their estates. A very considerable part of their present property was bought back by them from King Edward the VIth, and has thus become vested in them under circumstances which absolutely forbid the notion of its being encumbered with Trusts of any description. This grant of Edward VIth was confirmed and enlarged by an Act of Parliament of 4th of James the 1st, and the Company, therefore, hold the bulk of their property by nothing less than a Parliamentary title. It seems almost superfluous to add, but it is the fact, that lands held by the Fishmongers' Company under similar circumstances, and confirmed to them by the same Act of Parliament, were held by Lord Langdale to be the absolute property of the Company and subject to no charitable trusts whatever (Attorney General v. Fishmongers' Company, 2 Beav. 151). In respect of these large portions of the Company's estates, the title is clear, the documents of title speak for themselves, there is no room for any presumption to spring up, and unless at the moment when the Company purchased the property from the Crown a trust was impressed upon it, there can be none now. Neither the grant, however, nor the statute confirming the grant, contains a word in qualification of the absolute ownership they profess to convey, the old Trusts for superstitious uses had been abrogated by the legislature, the whole value of the property originally appropriated to those uses had been vested in the Crown, and the purchase money for the new grant formed part of the general Corporate property of the Company. It could not have represented anything held in Trust for superstitious uses. There is no evidence whatever, and no ground for supposing that it represented any other Trusts.
The case cited is one of great authority, and gives the sanction of express decision to the view enunciated.
The Company have from time to time sold portions of their property, and their right to do so has been the subject of consideration by the most eminent and learned conveyancers, including the Conveyancing Council of the Court of Chancery, and in no instance, so far as I am aware, has a doubt been entertained of their power to make a good title to the property sold.
The attack made on the Companies is not directed to their administration of property held by them upon special trusts, but rests on the assumption that all their "Corporate" property is "public," whether it was acquired by them for charitable purposes or for purposes connected with trade, or by gift or purchase expressly for the benefit of the Companies themselves. The baseless character of this assumption has been already, it is submitted, sufficiently indicated. No authority can be cited for it, and the comparative absence of direct authority the other way may be accounted for by the circumstance that no lawyer has hitherto ventured seriously to maintain it. In the recent case of Brown v. Dale (9 Chanc. Div. 78) the decision recognises the unlimited control of a trade Society or Guild over its property. There, upon a sale of land, it was held that the Members of the Society for the time being were entitled to divide the proceeds in equal shares, there being no rules or provisions as to its disposition. The Court thus treated the Members exactly as though they were partners in a private adventure.
In conclusion, the Goldsmiths' Company venture to submit the following legal propositions to the notice of the Commissioners.
1.—The Company were by Royal Charters legally created and are now a legally subsisting Corporation.
2.—The Charters were not ultra vires.
3.—The Charters have not been forfeited either by the partial severance of the Company from the Craft, or by any improper diversion of the property of the Company. There has been no improper diversion by them of their property.
4.—The control of the Company over property acquired by them by gift or purchase and not expressly affected by any special trust is absolute, and they are not fettered in its use by any legal or equitable obligation.
Whilst thus insisting upon their legal rights the Company desire to repeat that they have always recognised the propriety in dealing with their own property of striving to promote objects of public interest, importance and utility. They beg leave upon this matter to refer to the answers they have given to the Commissioners' enquiries.
I am, Gentlemen,
Your obedient Servant,
Clerk of the Goldsmiths'